Annual report [Section 13 and 15(d), not S-K Item 405]

Common Stock

v3.25.1
Common Stock
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Common Stock

6. Common Stock

 

On June 27, 2024, the Company, following approval of the Company’s stockholders at the 2024 Annual Meeting of Stockholders filed an amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware (the “Amendment”) to decrease the number of shares of authorized capital stock of the Company from 155,000,000 shares of capital stock, consisting of 150,000,000 shares of common stock and 5,000,000 shares of preferred stock, to 101,000,000 shares of capital stock consisting of 100,000,000 shares of common stock and 1,000,000 shares of preferred stock. The Amendment became effective on June 27, 2024.

 

As of December 31, 2024, the Company has authorized 100,000,000 shares of common stock, $0.001 par value per share. The Company had approximately 10,174,000 shares issued and outstanding as of December 31, 2024 and 2023, respectively.

 

The holders of common stock are entitled to one vote for each share of common stock held.

 

Sale of Common Stock to Related Entities

 

On April 4, 2023, the Company entered into a Securities Purchase Agreement with two accredited investors (the “Purchasers”) whereby the Purchasers agreed to purchase a total of 2,030,458 shares of unregistered common stock at a price of $1.97 per share for a total purchase price of $4,000,000 in two equal $2,000,000 investments. The Purchasers were an entity controlled by a director and another investor who subsequently joined the Company’s Board of Directors.

 

At-The-Market Offering

 

The Company is a party to the At-The-Market Offering Agreement, dated July 1, 2020 (“ATM Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), pursuant to which the Company may issue and sell over time and from time to time, to or through Wainwright, up to $10,000,000 of shares of the Company’s common stock. There have been no sales under the ATM Agreement during the years ended December 31, 2024 and 2023.

 

Warrants

 

The following is a summary of activity in the number of warrants outstanding to purchase the Company’s common stock for the years ended December 31, 2024 and 2023 (table in thousands):

    Warrants
Accounted for as:
Liabilities		        
    October 2013
Warrants		     January 2014
Warrants		     Total  
Outstanding, December 31, 2022     2       11       13  
Exercised     -       -       -  
Granted     -       -       -  
Expired     (2 )     -       (2 )
Outstanding, December 31, 2023     -       11       11  
Exercised     -       -       -  
Granted     -       -       -  
Expired     -       (11 )     (11 )
Outstanding, December 31, 2024     -       -       -  
Expiration date     Oct 24, 2023       Jan 16, 2024          

 

As of December 31, 2023, the above outstanding warrants were liability classified warrants, which had de minimis fair value as of the year then ended.

 

As of December 31, 2023 the Company had approximately 11,000 warrants that expired in January 2024, there we no warrants outstanding as of December 31, 2024.